Artificial Intelligence
Molecular Data Inc. Announces Fourth Quarter and Fiscal Year 2019 Unaudited Financial Results
SHANGHAI, China, March 25, 2020 (GLOBE NEWSWIRE) — Molecular Data Inc. (“Molecular Data” or the “Company”) (Nasdaq: MKD), a leading technology-driven platform in China’s chemical industry, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2019.
Fourth Quarter and Fiscal Year 2019 Financial HighlightsNet revenues in the fourth quarter of 2019 were RMB4,101.2 million (US$589.1 million), a 38.1% increase from RMB2,969.6 million in the fourth quarter of 2018. Net revenues in fiscal year 2019 were RMB13.2 billion (US$1,902.6 million), a 46.3% increase from RMB9.1 billion in fiscal year 2018.Gross profit in the fourth quarter of 2019 was RMB37.4 million (US$5.4 million), a 10.8% increase from RMB33.7 million in the fourth quarter of 2018. Gross profit in fiscal year 2019 was RMB103.0 million (US$14.8 million), a 28.5% increase from RMB80.2 million in fiscal year 2018.Net loss in the fourth quarter of 2019 was RMB58.1 million (US$8.3 million), compared with RMB166.6 million in the fourth quarter of 2018. Net loss in fiscal year 2019 was RMB191.3 million (US$27.5 million), compared with RMB254.6 million in fiscal year 2018.Fourth Quarter and Fiscal Year 2019 Operational UpdatesGMV1 under direct sales model in the fourth quarter of 2019 was RMB4,069.9 million, a 37.3% increase from RMB2,964.6 million in the fourth quarter of 2018. GMV under direct sales model in fiscal year 2019 was RMB13.2 billion, a 45.9% increase from RMB9.0 billion in fiscal year 2018.GMV under marketplace model in the fourth quarter of 2019 was RMB65.1 billion, a 63.6% increase from RMB39.8 billion in the fourth quarter of 2018. GMV under marketplace model in fiscal year 2019 was RMB241.9 billion, a 50.5% increase from RMB160.7 billion in fiscal year 2018.Total GMV under direct sales and marketplace models in the fourth quarter of 2019 was RMB69.2 billion (US$9.9 billion), a 61.7% increase from RMB42.8 billion in the fourth quarter of 2018. Total GMV under direct sales and marketplace models in fiscal year 2019 was RMB255.1 billion (US$36.4 billion), a 50.3% increase from RMB169.7 billion in fiscal year 2018.As of December 31, 2019, the Company had accumulated 11,745 customers and 6,253 suppliers on the Company’s online platform under direct sales model, compared with 9,007 customers and 5,163 suppliers as of December 31, 2018.As of December 31, 2019, the Company had accumulated 110,565 customers and 32,836 suppliers on the Company’s online platform under marketplace model, compared with 90,129 customers and 32,011 suppliers as of December 31, 2018.As of December 31, 2019, the Company had over 229,980 users and accumulated a total number of 116,291 customers and 35,456 suppliers on the Company’s online platform under direct sales and marketplace models, compared with 178,220 users, 94,373 customers and 33,752 suppliers as of December 31, 2018.______________
1 “GMV” refers to gross merchandise value of the transaction orders placed by customers under the direct sales model or the gross merchandise value of the transaction orders the Company facilitates between customers and suppliers under the marketplace model during the specified period; under the direct sales model, the GMV does not include discounts or returns by the customers and may include the shipping fees in some cases; under the marketplace model, the GMV does not include shipping fees or discounts, regardless of whether the chemicals are actually delivered or returned.Management Comments“2019 was a landmark year for us, highlighted by our IPO on the Nasdaq Stock Market, on December 30, 2019, which created immediate and increased brand awareness to new users, customers and partners,” said Dr. Dongliang Chang, Founder of the Company and Chairman of the Board. “We finished 2019 strong with a number of operational and financial achievements across the board. To continue our growth momentum in 2020, our strategies focus on expanding our user base, strengthening customer engagement and retention, as well as further observing and meeting our customers’ evolving and diverse needs along the entire chemical value chain.”“We are pleased to see solid progress with growth across each of our core business segments in 2019. It is worth noting that net revenues from our marketplace model and online membership service both achieved three-digit year-over-year growth,” commented Dr. Zheng Wang, Chief Executive Officer and Director of the Company. “With the increasing need of chemical industry participants to improve their operational efficiencies, the steady growth of the chemical industry, and an increasing internet penetration of the chemical e-commerce market, we believe our comprehensive and sophisticated chemical knowledge engine and business intelligence capabilities, our one-stop comprehensive suite of services, and our innovative big data and AI technologies, place us in an ideal position to further our leadership position in the sector. As we move through 2020, we will continue to invest in our knowledge engine and other technologies while looking forward to further growing our GMV, diversifying our value-added services and expanding global presence.“With respect to the COVID-19 pandemic, since its outbreak, many business operations in China were halted and factories were temporarily closed for a period of time, which would negatively affect our overall financial results in the first quarter of 2020. Depending on the global progression of the outbreak, our ability to obtain chemicals and deliver chemicals to customers may be partly or completely disrupted not only in our Chinese facilities but globally. However, at the same time, we observed increased online traffic on our platform in early 2020 during the outbreak, compared to the same period in 2019, especially from overseas customers and suppliers, which is also in line with our business strategy this year. We are also actively promoting our financial services to customers and suppliers on our platform to address potential financial needs during the outbreak. We believe that we can effectively cope with the dynamics caused by the outbreak and will continue to closely monitor the evolving situation,” Dr. Wang concluded.“We are pleased with our strong financial results for both the fourth quarter and fiscal year 2019, achieving outstanding revenue growth while narrowing net loss. Our balance sheet has also been maintained at a healthy level,” said Mr. Zhaohong Li, Chief Financial Officer of the Company. “With a goal to extend our solid growth trend in 2020, we look forward to further improving our results of operation with an emphasis on margin expansion and operational efficiencies improvement.”Fourth Quarter 2019 Financial ResultsNet RevenuesNet revenues were RMB4,101.2 million (US$589.1 million), a 38.1% increase from RMB2,969.6 million in the same period of 2018. The increase was primarily attributable to the steady increase in the number of users on the platform.Net revenues from direct sales model were RMB4,079.9 million (US$586.0 million), a 37.6% increase from RMB2,964.6 million in the same period of 2018.
Net revenues from marketplace model were RMB15.6 million (US$2.2 million), a 376.9% increase from RMB3.3 million in the same period of 2018.
Net revenues from online membership service were RMB3.7 million (US$0.5 million), a 113.2% increase from RMB1.8 million in the same period of 2018.
Net revenues from financial service were RMB0.5 million (US$0.07 million), compared with nil in the same period of 2018.Cost of RevenuesCost of revenues was RMB4,063.8 million (US$583.7 million), a 38.4% increase from RMB2,935.9 million in the same period of 2018. This change was primarily due to the increase in net revenues.Gross Profit and Gross MarginGross profit was RMB37.4 million (US$5.4 million), a 10.8% increase from RMB33.7 million in the same period of 2018. Gross margin decreased to 0.9%, compared with 1.1% in the same period of 2018. The decrease in gross margin was primarily due to a larger amount of basic chemicals that were procured by new users on the platform which have relatively lower gross margin.Operating ExpensesTotal operating expenses were RMB93.7 million (US$13.5 million), a 52.5% decrease from RMB197.5 million in the same period of 2018. The decrease was primarily due to the reduction of expenses associated with share-based compensation in the fourth quarter of 2019 compared to the same period in 2018.Sales and marketing expenses were RMB25.7 million (US$3.7 million), a 48.9% decrease from RMB50.3 million in the same period of 2018. This was primarily due to decreased share-based compensation for marketing personnel.
General and administrative expenses were RMB26.4 million (US$3.8 million), an 80.2% decrease from RMB133.1 million in the same period of 2018. This was primarily due to improved operational efficiencies and decreased share-based compensation for administrative personnel.
Research and development expenses were RMB14.5 million (US$2.1 million), a 15.3% decrease from RMB17.2 million in the same period of 2018. This was primarily due to decreased share-based compensation for R&D personnel.Operating LossOperating loss was RMB56.4 million (US$8.1 million), compared with RMB163.8 million in the same period of 2018.Net LossNet loss was RMB58.1 million (US$8.3 million), compared with RMB166.6 million in the same period of 2018.Fiscal Year 2019 Financial ResultsNet RevenuesNet revenues were RMB13.2 billion (US$1,902.6 million), a 46.3% increase from RMB9.1 billion in fiscal year 2018. The increase was primarily attributable to the Company’s efforts to diversify product offerings and an increase in overall GMV.Net revenues from direct sales model were RMB13.2 billion (US$1,897.0 million), a 46.0% increase from RMB9.0 billion in fiscal year 2018. The increase was primarily attributable to an increase in total number of users and customers, an increase in overall GMV, and the expansion of chemical product categories and value-added services.
Net revenues from marketplace model were RMB26.5 million (US$3.8 million), a 504.4% increase from RMB4.4 million in fiscal year 2018. The increase was primarily attributable to the increased customer engagement on the platform and the Company’s efforts to provide more value-added services to the customers.
Net revenues from online membership service were RMB10.7 million (US$1.5 million), a 211.3% increase from RMB3.4 million in fiscal year 2018. The increase was primarily attributable to the increased number of users signing up for the online membership services.
Net revenues from financial service were RMB0.9 million (US$0.1 million), compared with nil in fiscal year 2018, as the Company commenced monetizing on financial service in July 2019.Cost of RevenuesCost of revenues was RMB13.1 billion (US$1,887.8 million), a 46.5% increase from RMB9.0 billion in fiscal year 2018. This change was primarily due to the increase in the purchase volume of chemicals, which was in line with the net revenues growth.Gross Profit and Gross MarginGross profit was RMB103.0 million (US$14.8 million), a 28.5% increase from RMB80.2 million in fiscal year 2018. Gross margin decreased to 0.8%, compared with 0.9% in fiscal year 2018. The slight decrease in gross margin was primarily due to a larger amount of basic chemicals that were procured by new users on the platform which have relatively lower gross margin.Operating ExpensesTotal operating expenses were RMB293.0 million (US$42.1 million), a 7.3% decrease from RMB316.0 million in fiscal year 2018.Sales and marketing expenses were RMB108.9 million (US$15.6 million), a 5.4% increase from RMB103.3 million in fiscal year 2018.
General and administrative expenses were RMB104.5 million (US$15.0 million), a 39.9% decrease from RMB173.9 million in fiscal year 2018. This was primarily due to improved operational efficiencies and decreased share-based compensation for administrative personnel.
Research and development expenses were RMB45.0 million (US$6.5 million), a 22.1% increase from RMB36.9 million in fiscal year 2018. This was primarily due to the constant increase of R&D investments.Operating LossOperating loss was RMB190.0 million (US$27.3 million), compared with RMB235.8 million in fiscal year 2018.Net LossNet loss was RMB191.3 million (US$27.5 million), compared with RMB254.6 million in fiscal year 2018.Certain Balance Sheet ItemAs of December 31, 2019, the Company had cash, cash equivalents and restricted cash of RMB57.7 million (US$8.3 million), compared to RMB6.5 million as of December 31, 2018.Conference CallThe Company’s management will host an earnings conference call at 8:00 PM U.S. Eastern Time on March 25, 2020 (8:00 AM Beijing/Hong Kong time on March 26, 2020).Dial-in details for the earnings conference call are as follows:A telephone replay will be available two hours after the call until April 8, 2020 by dialing:Additionally, a live and archived webcast of the conference call will be available on the Company’s investor relations website at http://investor.molbase.com/.About Molecular Data Inc.Molecular Data Inc. is a leading technology-driven platform in China’s chemical industry, connecting participants along the chemical value chain through integrated solutions. The Company delivers e-commerce solutions, financial solutions, warehousing and logistics solutions, and SaaS suite that are intended to solve pain points for participants in the traditional chemical industry. Built upon a comprehensive knowledge engine and artificial intelligence (AI) capabilities, the Company’s e-commerce solutions are mainly offered through its online platform, consisting of molbase.com, molbase.cn, Moku Data Weixin account, Chemical Community App and other ancillary platforms.Exchange Rate InformationThis announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB6.9618 to US$1.00, the rate in effect as of December 31, 2019 published by the Federal Reserve Board.Safe Harbor StatementThis announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue” or other similar expressions. Among other things, the Outlook and quotations from management in this announcement, as well as the Company’s strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a variety of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s goals and strategies; the Company’s future business development, results of operations and financial condition; the expected growth of the education market; the Company’s ability to monetize the user base; fluctuations in general economic and business conditions in China; the potential impact of the COVID-19 to the Company’s business operations and the economy in China and elsewhere generally; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of the press release, and the Company undertakes no duty to update such information, except as required under applicable law.For investor and media inquiries, please contact:In China:Molecular Data Inc.
Eva Ma
Tel: +86-400-6021-666
E-mail: [email protected]The Piacente Group, Inc.
Emilie Wu
Tel: +86-21-6039-8363
E-mail: [email protected]In the United States:The Piacente Group, Inc.
Brandi Piacente
Tel: +1-212-481-2050
E-mail: [email protected]Source: Molbase
Artificial Intelligence
Building Energy Management Systems Market Projected to Reach $67.69 billion by 2030 – Exclusive Report by 360iResearch
PUNE, India, April 24, 2024 /PRNewswire/ — The report titled “Building Energy Management Systems Market by Component (Hardware, Services, Software), Type (Integrated Building Energy Management Systems, Standalone Building Energy Management Systems), Application, Deployment Mode, End-Use – Global Forecast 2024-2030” is now available on 360iResearch.com’s offering, presents an analysis indicating that the market projected to grow from a size of $34.52 billion in 2023 to reach $67.69 billion by 2030, at a CAGR of 10.09% over the forecast period.
“Revolutionizing Energy Efficiency Globally With The Evolution of Building Energy Management Systems (BEMS)”
In an era where energy conservation and efficiency have become paramount, building energy management systems (BEMS) are at the forefront of this transformation, offering solutions that monitor, control, and optimize energy usage within buildings. These advanced systems, leveraging real-time data analytics, automate energy control, enhance energy savings, reduce costs, and contribute to a greener planet. Primarily utilized in commercial spaces, residential areas, and industrial sectors, BEMS has a broad application scope, covering HVAC, lighting, and security systems. Factors driving the expansion of the BEMS market include escalating energy expenses, heightened awareness of environmental impacts, and the increasing incorporation of Internet of Things (IoT) and cloud-based technologies, coupled with supportive government initiatives promoting energy-efficient infrastructures. Although challenges such as high initial costs and technology integration barriers exist, the advent of AI and IoT technologies within BEMS heralds a future of predictive energy management and remote operational capabilities, with a growing emphasis on integrating renewable energy sources. Regions such as the United States, Canada, the European Union, and emerging economies such as China and India are witnessing significant growth in BEMS adoption, spurred by regulatory policies and a shift towards sustainable building practices. This global movement toward BEMS signals a step toward reducing carbon footprints and highlights the collective effort to embrace technology for a sustainable future.
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“Harnessing Energy Management for Sustainability and Efficiency”
Data centers are pivotal infrastructures in the digital transformation era, consuming up to 50 times more energy than typical commercial spaces. This energy demand positions data centers as key contributors to the U.S.’s overall electricity consumption. Recognizing this, implementing building energy management systems (BEMS) is crucial in mitigating the environmental impact and operational costs associated with data centers. BEMS optimizes cooling systems to prevent equipment overheating, thereby enhancing energy efficiency by leveraging real-time data. Such systems reduce the power usage effectiveness (PUE) ratio, highlighting a move toward more sustainable consumption patterns and ensuring data centers’ operational continuity. Integrating seamlessly with existing infrastructure, BEMS offers a comprehensive approach to energy management, enabling more innovative cooling, efficient power usage, and predictive maintenance. This transition highlights a commitment to environmental responsibility and fosters operational efficiency, setting a new standard for data center operations worldwide.
“Revolutionizing Building Efficiency With Advanced Energy Management Systems Optimized Usage”
In push toward sustainability, building energy management systems (BEMS) stands at the forefront of innovation, integrating sophisticated hardware such as sensors, actuators, controllers, and more to manage and reduce energy consumption in buildings meticulously. These systems work in concert to monitor environmental conditions and adjust heating, ventilation, and air conditioning (HVAC) settings in real time, leading to significant energy savings. BEMS provides valuable data that helps identify savings opportunities, while networking tools ensure seamless communication between devices by precisely tracking energy flow through meters. Servers process vast amounts of data, enabling detailed analysis and actionable insights to refine energy use further. Additionally, comprehensive services, including customized consultations and dedicated support, ensure that each BEMS is tailored to a building’s unique needs, providing efficient operation and extended system longevity. BEMS exemplifies the strategic shift toward more sustainable and operationally excellent building management through the collaborative synergy of hardware, software, and expert services.
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“Schneider Electric SE at the Forefront of Building Energy Management Systems Market with a Strong 13.97% Market Share”
The key players in the Building Energy Management Systems Market include Schneider Electric SE, Honeywell International Inc., Azbil Corporation, Emerson Electric Co., Johnson Controls International PLC, and others. These prominent players focus on strategies such as expansions, acquisitions, joint ventures, and developing new products to strengthen their market positions.
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We proudly unveil ThinkMi, a cutting-edge AI product designed to transform how businesses interact with the Building Energy Management Systems Market. ThinkMi stands out as your premier market intelligence partner, delivering unparalleled insights with the power of artificial intelligence. Whether deciphering market trends or offering actionable intelligence, ThinkMi is engineered to provide precise, relevant answers to your most critical business questions. This revolutionary tool is more than just an information source; it’s a strategic asset that empowers your decision-making with up-to-the-minute data, ensuring you stay ahead in the fiercely competitive Building Energy Management Systems Market. Embrace the future of market analysis with ThinkMi, where informed decisions lead to remarkable growth.
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“Dive into the Building Energy Management Systems Market Landscape: Explore 180 Pages of Insights, 566 Tables, and 26 Figures”
PrefaceResearch MethodologyExecutive SummaryMarket OverviewMarket InsightsBuilding Energy Management Systems Market, by ComponentBuilding Energy Management Systems Market, by TypeBuilding Energy Management Systems Market, by ApplicationBuilding Energy Management Systems Market, by Deployment ModeBuilding Energy Management Systems Market, by End-UseAmericas Building Energy Management Systems MarketAsia-Pacific Building Energy Management Systems MarketEurope, Middle East & Africa Building Energy Management Systems MarketCompetitive LandscapeCompetitive PortfolioInquire Before Buying @ https://www.360iresearch.com/library/intelligence/building-energy-management-systems
Related Reports:
Home Energy Management System Market – Global Forecast 2024-2030Energy Management System Market – Global Forecast 2024-2030Intelligent Building Automation Technologies Market – Global Forecast 2024-2030About 360iResearch
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Artificial Intelligence
Terra Drone, Unifly, and Aloft Launch UTM Development for AAM Targeting Global Markets
TOKYO, April 25, 2024 /PRNewswire/ — Terra Drone Corporation, a leading drone and Advanced Air Mobility (AAM) technology provider headquartered in Japan, announced today the launch of joint development with its Group companies Unifly NV (“Unifly”) and Aloft Technologies Inc. (“Aloft”) focused on UAS Traffic Management (UTM) for AAMs targeting global markets. Terra Drone has been making strides in its pioneering UTM business via strategic investments in Unifly, a leading UTM technology provider based in Belgium, and Aloft, which has the top UTM market share in the U.S. This collaboration marks the world’s first-ever joint UTM development for AAMs by multiple companies with extensive track records in UTM implementation and operation.
The three companies pursue joint UTM development to capitalize on the rapid global progress in electric vertical take-off and landing aircrafts (eVTOLs), set to revolutionize transportation. Morgan Stanley forecasts the Urban Air Mobility (UAM) market to reach $1 trillion by 2040 and $9 trillion by 2050 (1), with eVTOLs gaining global recognition through test flights and prototype showcases.
The companies proudly announce initiatives to enhance their existing UTM platforms in anticipation of the surge in eVTOL aircraft and drone activities. The shared vision for the UTM platform is to enable safe and efficient flight operations for eVTOLs and drones in the foreseeable future.
Recognizing the evolving needs of the AAM industry, they are dedicated to extending their platform by incorporating crucial additional functions. These enhancements, designed with automation at their core, aim to streamline operational efficiencies and pave the way for the integration of their increasingly automated UTM technology into the design and operational framework of AAMs. Through these efforts, they aim to set new standards in UTM and to facilitate the seamless integration of eVTOLs and drones into the national airspace, bolstering the potential for the AAM industry.
Through this initiative, they aim to build a global UTM infrastructure that kickstarts the AAM industry worldwide, creating a cohesive ecosystem that supports AAM growth and addresses broader challenges of urban mobility, sustainability, and air traffic safety.
Notes to Editor:
Research by Morgan Stanley in a report titled “eVTOL/Urban Air Mobility TAM Update: A Slow Take-Off, But Sky’s the Limit” https://advisor.morganstanley.com/the-busot-group/documents/field/b/bu/busot-group/Electric%20Vehicles.pdf]
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Artificial Intelligence
IBM to Acquire HashiCorp, Inc. Creating a Comprehensive End-to-End Hybrid Cloud Platform
$6.4 billion acquisition adds suite of leading hybrid and multi-cloud lifecycle management products to help clients grappling with today’s AI-driven application growth and complexity
HashiCorp’s capabilities to drive significant synergies across multiple strategic growth areas for IBM, including Red Hat, watsonx, data security, IT automation and Consulting
As a part of IBM, HashiCorp is expected to accelerate innovation and enhance its go-to-market, growth and monetization initiatives
Transaction expected to be accretive to Adjusted EBITDA within the first full year, post close, and free cash flow in year two
ARMONK, N.Y. and SAN FRANCISCO, April 24, 2024 /PRNewswire/ — IBM (NYSE: IBM) and HashiCorp Inc. (NASDAQ: HCP), a leading multi-cloud infrastructure automation company, today announced they have entered into a definitive agreement under which IBM will acquire HashiCorp for $35 per share in cash, representing an enterprise value of $6.4 billion. HashiCorp’s suite of products provides enterprises with extensive Infrastructure Lifecycle Management and Security Lifecycle Management capabilities to enable organizations to automate their hybrid and multi-cloud environments. Today’s announcement is a continuation of IBM’s deep focus and investment in hybrid cloud and AI, the two most transformational technologies for clients today.
“Enterprise clients are wrestling with an unprecedented expansion in infrastructure and applications across public and private clouds, as well as on-prem environments. The global excitement surrounding generative AI has exacerbated these challenges and CIOs and developers are up against dramatic complexity in their tech strategies,” said Arvind Krishna, IBM chairman and chief executive officer. “HashiCorp has a proven track record of enabling clients to manage the complexity of today’s infrastructure and application sprawl. Combining IBM’s portfolio and expertise with HashiCorp’s capabilities and talent will create a comprehensive hybrid cloud platform designed for the AI era.”
The rise of cloud-native workloads and associated applications is driving a radical expansion in the number of cloud workloads enterprises are managing. In addition, generative AI deployment continues to grow alongside traditional workloads. As a result, developers are working with increasingly heterogeneous, dynamic, and complex infrastructure strategies. This represents a massive challenge for technology professionals.
HashiCorp’s capabilities enable enterprises to use automation to deliver lifecycle management for infrastructure and security, providing a system of record for the critical workflows needed for hybrid and multi-cloud environments. HashiCorp’s Terraform is the industry standard for infrastructure provisioning in these environments. HashiCorp’s offerings help clients take a cloud-agnostic, and highly interoperable approach to multi-cloud management, and complement IBM’s commitment to industry collaboration (including deep and expanding partnerships with hyperscale cloud service providers), developer communities, and open-source hybrid cloud and AI innovation.
“Our strategy at its core is about enabling companies to innovate in the cloud, while providing a consistent approach to managing cloud at scale. The need for effective management and automation is critical with the rise of multi-cloud and hybrid cloud, which is being accelerated by today’s AI revolution,” said Armon Dadgar, HashiCorp co-founder and chief technology officer. “I’m incredibly excited by today’s news and to be joining IBM to accelerate HashiCorp’s mission and expand access to our products to an even broader set of developers and enterprises.”
“Today is an exciting day for our dedicated teams across the world as well as the developer communities we serve,” said Dave McJannet, HashiCorp chief executive officer. “IBM’s leadership in hybrid cloud along with its rich history of innovation, make it the ideal home for HashiCorp as we enter the next phase of our growth journey. I’m proud of the work we’ve done as a standalone company, I am excited to be able to help our customers further, and I look forward to the future of HashiCorp as part of IBM.”
Transaction Rationale
Strong Strategic Fit – The acquisition of HashiCorp by IBM creates a comprehensive end-to-end hybrid cloud platform built for AI-driven complexity. The combination of each company’s portfolio and talent will deliver clients extensive application, infrastructure and security lifecycle management capabilitiesAccelerates growth in key focus areas – Upon close, HashiCorp is expected to drive significant synergies for IBM, including across multiple strategic growth areas like Red Hat, watsonx, data security, IT automation and Consulting. For example, the powerful combination of Red Hat’s Ansible Automation Platform’s configuration management and Terraform’s automation will simplify provisioning and configuration of applications across hybrid cloud environments. The two companies also anticipate an acceleration of HashiCorp’s growth initiatives by leveraging IBM’s world-class go-to-market strategy, scale, and reach, operating in more than 175 countries across the globeExpands Total Addressable Market (TAM) – The acquisition will create the opportunity to deliver more comprehensive hybrid and multi-cloud offerings to enterprise clients. HashiCorp’s offerings, combined with IBM and Red Hat, will give clients a platform to automate the deployment and orchestration of workloads across evolving infrastructure including hyperscale cloud service providers, private clouds and on-prem environments. This will enhance IBM’s ability to address the total cloud opportunity, which according to IDC had a TAM of $1.1 trillion in 2023, with a compound annual growth rate in the high teens through 2027.1Attractive Financial Opportunity – The transaction will accelerate IBM’s growth profile over time driven by go-to-market and product synergies. This growth combined with operating efficiencies, is expected to achieve substantial near-term margin expansion for the acquired business. It is anticipated that the transaction will be accretive to Adjusted EBITDA within the first full year, post close, and free cash flow in year two.HashiCorp boasts a roster of more than 4,400 clients, including Bloomberg, Comcast, Deutsche Bank, GitHub, J.P Morgan Chase, Starbucks and Vodafone. HashiCorp’s offerings have widescale adoption in the developer community and are used by 85% of the Fortune 500. Their community products across infrastructure and security were downloaded more than 500 million times in HashiCorp’s FY2024 and include:
Terraform – provides organizations with a single workflow to provision their cloud, private datacenter, and SaaS infrastructure and continuously manage infrastructure throughout its lifecycleVault – provides organizations with identity-based security to automatically authenticate and authorize access to secrets and other sensitive dataAdditional products – Boundary for secure remote access; Consul for service-based networking; Nomad for workload orchestration; Packer for building and managing images as code; and Waypoint internal developer platformTransaction Details
Under the terms of the agreement, IBM will acquire HashiCorp for $35 per share in cash, or $6.4 billion enterprise value, net of cash. HashiCorp will be acquired with available cash on hand.
The boards of directors of IBM and HashiCorp have both approved the transaction. The acquisition is subject to approval by HashiCorp shareholders, regulatory approvals and other customary closing conditions.
The Company’s largest shareholders and investors, who collectively hold approximately 43% of the voting power of HashiCorp’s outstanding common stock, entered into a voting agreement with IBM pursuant to which each has agreed to vote all of their common shares in favor of the transaction and against any alternative transactions.
The transaction is expected to close by the end of 2024.
____________________1 The total cloud opportunity is the sum of the cloud-directed spends across Hardware, IT services and SW for Private and Public cloud implementation, sourced from IDC’s Worldwide Black Book Live Edition, March 2024 (V1 2024)
Conference Call Details
IBM’s regular quarterly earnings conference call is scheduled to begin at 5:00 p.m. ET, today. The Webcast may be accessed here. Presentation charts will be available shortly before the Webcast.
About IBM
IBM is a leading provider of global hybrid cloud and AI, and consulting expertise. We help clients in more than 175 countries capitalize on insights from their data, streamline business processes, reduce costs and gain the competitive edge in their industries. Thousands of government and corporate entities in critical infrastructure areas such as financial services, telecommunications and healthcare rely on IBM’s hybrid cloud platform and Red Hat OpenShift to affect their digital transformations quickly, efficiently and securely. IBM’s breakthrough innovations in AI, quantum computing, industry-specific cloud solutions and consulting deliver open and flexible options to our clients. All of this is backed by IBM’s legendary commitment to trust, transparency, responsibility, inclusivity and service. Visit www.ibm.com for more information.
About HashiCorp
HashiCorp is The Infrastructure Cloud™ company, helping organizations automate multi-cloud and hybrid environments with Infrastructure Lifecycle Management and Security Lifecycle Management. HashiCorp offers The Infrastructure Cloud on the HashiCorp Cloud Platform (HCP) for managed cloud services, as well as self-hosted enterprise offerings and community source-available products. The company is headquartered in San Francisco, California. For more information, visit HashiCorp.com.
Press Contacts:
IBM:Tim Davidson, [email protected]
HashiCorp:Matthew Sherman / Jed Repko / Haley Salas / Joycelyn BarnettJoele Frank, Wilkinson Brimmer Katcher212-355-4449
Additional Information and Where to Find It
HashiCorp, Inc. (“HashiCorp”), the members of HashiCorp’s board of directors and certain of HashiCorp’s executive officers are participants in the solicitation of proxies from stockholders in connection with the pending acquisition of HashiCorp (the “Transaction”). HashiCorp plans to file a proxy statement (the “Transaction Proxy Statement”) with the Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies to approve the Transaction. David McJannet, Armon Dadgar, Susan St. Ledger, Todd Ford, David Henshall, Glenn Solomon and Sigal Zarmi, all of whom are members of HashiCorp’s board of directors, and Navam Welihinda, HashiCorp’s chief financial officer, are participants in HashiCorp’s solicitation. Information regarding such participants, including their direct or indirect interests, by security holdings or otherwise, will be included in the Transaction Proxy Statement and other relevant documents to be filed with the SEC in connection with the Transaction. Additional information about such participants is available under the captions “Board of Directors and Corporate Governance,” “Executive Officers” and “Security Ownership of Certain Beneficial Owners and Management” in HashiCorp’s definitive proxy statement in connection with its 2023 Annual Meeting of Stockholders (the “2023 Proxy Statement”), which was filed with the SEC on May 17, 2023 (and is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/1720671/000114036123025250/ny20008192x1_def14a.htm). To the extent that holdings of HashiCorp’s securities have changed since the amounts printed in the 2023 Proxy Statement, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC (which are available at https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001720671&type=&dateb=&owner=only&count=40&search_text=). Information regarding HashiCorp’s transactions with related persons is set forth under the caption “Related Person Transactions” in the 2023 Proxy Statement. Certain illustrative information regarding the payments to that may be owed, and the circumstances in which they may be owed, to HashiCorp’s named executive officers in a change of control of HashiCorp is set forth under the caption “Executive Compensation—Potential Payments upon Termination or Change in Control” in the 2023 Proxy Statement. With respect to Ms. St. Ledger, certain of such illustrative information is contained in the Current Report on Form 8-K filed with the SEC on June 7, 2023 (and is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/1720671/000162828023021270/hcp-20230607.htm). Promptly after filing the definitive Transaction Proxy Statement with the SEC, HashiCorp will mail the definitive Transaction Proxy Statement and a WHITE proxy card to each stockholder entitled to vote at the special meeting to consider the Transaction. STOCKHOLDERS ARE URGED TO READ THE TRANSACTION PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT HASHICORP WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain, free of charge, the preliminary and definitive versions of the Transaction Proxy Statement, any amendments or supplements thereto, and any other relevant documents filed by HashiCorp with the SEC in connection with the Transaction at the SEC’s website (http://www.sec.gov). Copies of HashiCorp’s definitive Transaction Proxy Statement, any amendments or supplements thereto, and any other relevant documents filed by HashiCorp with the SEC in connection with the Transaction will also be available, free of charge, at HashiCorp’s investor relations website (https://ir.hashicorp.com/), or by emailing HashiCorp’s investor relations department ([email protected]).
Forward-Looking Statements
Certain statements contained in this communication may be characterized as forward-looking under the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially.
Statements in this communication regarding IBM and HashiCorp that are forward-looking may include statements regarding: (i) the Transaction; (ii) the expected timing of the closing of the Transaction; (iii) considerations taken into account in approving and entering into the Transaction; (iv) the anticipated benefits to, or impact of, the Transaction on IBM’s and HashiCorp’s businesses; and (v) expectations for IBM and HashiCorp following the closing of the Transaction. There can be no assurance that the Transaction will be consummated.
Risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements, in addition to those identified above, include: (i) the possibility that the conditions to the closing of the Transaction are not satisfied, including the risk that required approvals from HashiCorp’s stockholders for the Transaction or required regulatory approvals to consummate the Transaction are not obtained, on a timely basis or at all; (ii) the occurrence of any event, change or other circumstance that could give rise to a right to terminate the Transaction, including in circumstances requiring HashiCorp to pay a termination fee; (iii) possible disruption related to the Transaction to IBM’s and HashiCorp’s current plans, operations and business relationships, including through the loss of customers and employees; (iv) the amount of the costs, fees, expenses and other charges incurred by IBM and HashiCorp related to the Transaction; (v) the risk that IBM’s or HashiCorp’s stock price may fluctuate during the pendency of the Transaction and may decline if the Transaction is not completed; (vi) the diversion of IBM and HashiCorp management’s time and attention from ongoing business operations and opportunities; (vii) the response of competitors and other market participants to the Transaction; (viii) potential litigation relating to the Transaction; (ix) uncertainty as to timing of completion of the Transaction and the ability of each party to consummate the Transaction; and (x) other risks and uncertainties detailed in the periodic reports that IBM and HashiCorp filed with the SEC, including IBM’s and HashiCorp’s respective Annual Reports on Form 10-K. All forward-looking statements in this communication are based on information available to IBM and HashiCorp as of the date of this communication, and, except as required by law, IBM and HashiCorp do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.
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